GREAT Eastern now has until May 25 to explore options to comply with free float requirements under the Singapore Exchange’s (SGX) listing rules, the insurer said in bourse filing on Friday (Jan 24).
The insurer had made an application to SGX for a further extension of time to examine its options for complying with these requirements, as information from its annual report on the 2024 financial year – which is expected to be made available towards the end of March 2025 – will be important for this process.
The company is currently preparing its financial statements for the fiscal year ended Dec 31, 2024, it said, which will be published in the report together with accompanying notes and other relevant information.
SGX has no objection to granting the extension, the insurer said.
It added that it has been assessing the courses of action available for compliance since its suspension, and intends to appoint a financial adviser to explore its options.
One recourse would be to approach OCBC for assistance in complying with the relevant rules, Great Eastern noted.
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Last May, OCBC made a S$1.4 billion bid for the remaining 11.56 per cent stake in Great Eastern that it did not already own, with the aim to delist the insurer.
The bank held nearly 94 per cent of the insurer when the takeover offer closed in July, but this was not enough for Great Eastern to delist, or for OCBC to compulsorily acquire the rest of its shares.
However, it did result in Great Eastern breaching the minimum free float requirement, and its shares were suspended from trading.
The offer price of S$25.60 per share represents a 36.9 per cent premium over the insurer’s last traded price of S$18.70 before the offer announcement. But it represents a 30 per cent discount to the insurer’s embedded value per share of S$36.59 as at Dec 31, 2023.
Great Eastern emphasised on Friday that, in compliance with the Singapore Code on Take-overs and Mergers, it had formed a committee of independent directors to oversee the engagement of an independent financial adviser (IFA).
These directors made their recommendations to shareholders after carefully considering the IFA’s advice to recommend that shareholders accept the offer, the insurer said.
The IFA had deemed the deal to be “not fair but reasonable”.
Great Eastern added that while it regularly engages with all relevant stakeholders, it “will not comment on or discuss any price-sensitive matters outside the appropriate disclosure channels and/or manner of disclosure”.
In an attempt to disrupt the takeover, UK activist investor Palliser Capital called the deal “gravely unfair” in its appeal to the Monetary Authority of Singapore and SGX.
OCBC chief executive Helen Wong has met with key Great Eastern shareholders holding out on the offer.
Shares of Great Eastern have been suspended from trading since Jul 15.
